Leave Out All The Rest
by Jade LaBeouf
Summary: When my time comes, forget the wrong that I've done... Axel's final thoughts before he fades away. -No pairs-


This came from a sudden burst of inspiration at about two in the morning. I listened to a lot of really sad songs to get the mood right... I love the song this title is from. The new Linkin Park CD is very inspiring.

I changed some of the original dialog to fit the purpose of this fic, nothing too drastic.

Disclaimer: I do not own Kingdom Hearts, you should all know this by now...

**Leave Out All The Rest**

By Jade LaBeouf

Axel laid on the ground, watching the colors above him slowly swirl in shades of pink and blue as he felt the last moments of his nonexistence slowly fade away. The world of Betwixt and Between had no definitive ground or sky, but nevertheless, Axel believed it to be the most depressing sky he had ever seen. Bits of black tore silently from his body as he began to disappear into nothingness, helpless to stop himself from vanishing forever. His view of the dismal sky was obstructed by the outline of someone with really spiky hair leaning over him with alarm. For a moment he thought it was Roxas, and he felt a leap of joy from inside his chest; it wasn't until the boy spoke that he remembered that he had been fighting by Sora's side only moments before.

The boy's voice was shaky, concerned. "You're…fading away…"

Axel had to stop himself from sneering and responding with 'No shit, Sherlock!' Instead he sighed and said, "Well…that's what happens when you put your _whole_ _being_ into an attack. You know what I mean?" He found a sort of sick amusement in this statement, and he mixed a bit of morbidity to it by adding, "Not that nobodies actually _have_ beings…right?"

Sora looked so upset. Axel couldn't help but think it was kind of cute. It reminded him so much of the way Roxas looked after losing to Axel in several games they used to play together. But he knew Sora probably hadn't witnessed the death of anyone other than heartless and lesser nobodies, not including Castle Oblivion because he didn't remember any of the events that took place there. Sora's reaction right now could not be cured by sea salt ice cream and a scenic view of the twilit sky; so Axel decided that it would be best to remind him of his girlfriend that needed saving.

"Oh, yeah…sorry for what I did to her," he added, almost as an afterthought.

"When we find her, you can tell her that yourself!" Sora said as if Axel were not dying in front of his very eyes. He absolutely refused to accept that this was Axel's final moment. Axel actually found his false hope a little annoying.

The red haired nobody looked away from him. He felt a little bad for going out like this in front of the poor kid, but as usual he didn't think before taking action. "Nah, think I'll pass." Once again, the grim impulse to poke fun at his sad self urged him to add, "My heart just wouldn't be in it, you know? Haven't got one." He laughed gravely. Perhaps he was just trying to lighten the mood; or maybe he had just given up hope entirely and was laughing at himself for being so pathetic. He was willing to go with the latter.

"Axel…What were you trying to do?"

Kill those nobodies to save your sorry hide, you simpleton. That's what he wanted to say. But then he realized that by helping Sora all this time, he didn't really know what he was trying to do. But he did know what he wanted to get out of it.

"I wanted to see Roxas." Sora looked surprised, then confused and sad at the same time. Axel looked at the formless sky, not really seeing it. He was remembering the short time he had spent with Roxas before he had left the organization, the few memories they had made together. Just the two of them, because no else cared much to pay any attention to them, except when it concerned business. The older members were always scolding them about their wild behavior, while the younger ones devoted most of their time to impressing the Superior that they didn't really hang out with them. Only Roxas would take part in Axel's crazy antics, and only Axel saw Roxas as more than just a tool for the organization to use.

"Now that I think about it…" Axel blinked slowly as he recalled his former partner-in-crime's cheerful face. "He…was the only one I liked…"

Axel suddenly felt very much alone, despite the fact that there were others in the room. The only one he ever really cared for was gone, still alive but not in a way he'd ever remember him. He looked at Sora with sad eyes. He knew he must look pathetic, but he didn't really seem to care anymore. I know I've done some bad things to you, he wanted to say to him. And you may not even care much when I'm gone, but…if there are people here who will still remember me…I hope they won't think wrong of me. Especially you, Roxas.

When he had met Roxas, his best friend didn't even remember who he was. Axel had tried to use force to give his memory a jog. Thinking back on it now, he wasn't entirely sure he handled the situation in the best way that he could have. Roxas ended up hating him, he was sure of it. Even though he had finally recognized him in the end, he knew the way he had treated him would probably affect any chance of their friendship growing again.

_Let's meet again, in the next life._

_Yeah. I'll be waiting._

Those words were enough. They put his non-existent heart at ease, knowing that Roxas would wait for him. He was never one to make promises lightly.

Nobodies aren't supposed to feel; he knew that all too well. But Axel knew his feelings for Roxas were genuine. He loved his best friend, and would do anything for him. So it was only natural that once Roxas was taken from him, along with everything they had shared, he would want to bring him back. He wanted to feel the way he did when it was just the two of them, them against the world. Without Roxas beside him, Axel was just another nobody, a pawn of the organization. But Roxas…

"He made me feel…like I had a heart." Axel smiled. The line sounded so cool in his head, but out loud, he sounded like a hopeless romantic. He as aware of Sora's presence again, and realized that he had actually grown quite fond of the boy. Even though he hadn't spent much time with the young keyblade master, there was something about him that made Axel want to get closer to him. It was strange…

He looked at Sora, who was watching him quietly. Axel smiled sadly. "You make me feel…the same…." His smile faded as he realized that he wouldn't be able to hold on for much longer. With renewed determination, he told Sora of Kairi's whereabouts and urged him to hurry. Using the last bit of his strength, he managed to open up a portal just wide enough for Sora to get through.

"Axel…" Sora watched in quiet sadness as Axel's body faded into nothing.

Axel smiled at him, his vision clouded by the blackness around him. But through the thick barrier he could still make out the outline of the boy's face, and he saw a familiar smile form on his lips. "You just better keep your promise…Roxas…" Axel reached for him, trying to feel the young boy's face once more. But at long last his body gave out, and he faded completely, disappearing into nothing, leaving behind nothing but a memory of a man who, among a group of men who longed for hearts, had one all along.

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